A Clopfic Title that Involves 'Rainbow' and 'Soarin' in a play-on-words-way.

by KrishnaKarnak

Rating: mature
Tags: Slice of Life, My Little Pony: Friendship is Magic, Soarin, Romance, Rainbow Dash, Sex
Length: 10056

Dash has her crush to stay overnight after an airshow, but her intentions are challenged when she discovers he's a virgin.

Warning: Detailed Rainbow Dash x Soarin sex and naughty language!

(Side story to What's Really the Most Important and direct sequel to Clip-Clop goes the Rainbow Dash, another side story. This takes place between Act 1 and Act 2 of the main fic, but can be enjoyed on its own)

Rainbow Dash had been chosen to be Soarin's wing-pony for an airshow. After a couple of weeks of training and drama, they find themselves sharing a first kiss on Rainbow Dash's couch after the show. Was it just the lingering effects of euphoria following a successful performance, or the drinks they had at the club earlier that night, that had stirred their emotions? Or maybe it had something to due with the fact that Soarin had been shy in revealing the true nature of his affections for the rainbow-maned pegasus?

Whatever the reasoning, Rainbow Dash asks Soarin to spend the night so they might have a real opportunity to enjoy each other's company. Unfortunately for her, she doesn't realize that the Wonderbolt's inexperience with courtship runs very deep.

(Sexual tags: M/F, oral, rimming, virginity, teasing, biting, vaginal, all that good stuff.)

Published 2013-05-23 03:20:02 UTC
Last updated 2013-05-23 03:20:02 UTC

A Late Night

Rainbow Dash was gazing enraptured into those gloriously deep emerald green eyes. Her heart was throwing itself against her ribcage as she tried to moisten her bone-dry mouth. She felt lightheaded and dizzy. After what felt like an eternity, Dash's eyes finally moved away from his almost hypnotic stare. Was it possible? Did that really just happen?

It was more than just the simple fact that the day had played out so successfully. Sure, Rainbow thought that the airshow going off without a hitch was the best possible outcome, but this was the thing that was really going to leave a lasting impression on her recollections. There was just one little question: was she in her right state of mind? The euphoria of fifty six thousand creatures screaming her name and the buzz of the alcohol she had consumed had conspired to make Dash's mind a swirling mess of emotions and half-formed desires.

She could feel his chest expanding and contracting as he took deep breathes. It was impossible not to notice, given the fact that her own torso was resting directly on top of his own. Dash looked at her cerulean hooves resting on his shoulders, contrasting against the dull cauliflower blue. She could still feel one of his hooves resting on top of her mane, which he had been stroking.

Their first kiss... incredible! She had liked him ever since she was seventeen years old. Soarin had been a Wonderbolt for years, but it was only within the last five or so that Rainbow Dash had been following his celebrity progress through fan magazines and press clippings about their performances. When Dash was younger, she wouldn't have dared dream that she would one day win the opportunity to get to be his wing pony in an airshow, even if that didn't technically make her dream of being a Wonderbolt a reality. It was, after all, a one-time thing.

She recalled the last week with terrible clarity: she had been so worried that her attempts to win him over during their training sessions had failed that she had slipped into a depression. She had placed her expectations on a pedestal so high that when things didn't immediately swing into her favour, she felt crushed and dejected. Her deepest fear was the potentially problematic scenario that when all was said and done, they would go their separate ways after the show and she would lose her chance to have him in her life forever.

In the years to come, Rainbow Dash would thank Celestia for this evening. It was as though all of her anguish and worries had been completely worth it for this pay off! After the show, they had gone out to the Vinyl Scratch, the nightclub ran by DJ Pon-3, for drinks with the rest of the Wonderbolts. Returning to Rainbow Dash's new house in Ponyville, they had been resting on her couch as she showed the stallion her old photo album. His flattering interest had kept her spirits soaring higher than her old cloud home and cuddling with him had kept the rising blood in her cheeks just as high. Dash had finally learned that, all of this time, he had been shy around her. A shyness that was now lifting. The kiss had told her that.

Dash didn't know how long she had been lost in her recollections. She looked up into his face, seeing that he had been watching her intently. He looked a little worried and quickly averted his eyes from her own.

“Sorry, Dashie... I got lost in the moment, there...” Soarin mumbled in a low and embarrassed voice.

“Soarin!” Rainbow replied in a slightly hoarse voice, a warm smile spreading across her face. “I was under the impression that I kissed you! Don't apologize, ya dork!” she pressed a hoof against his face teasingly. “Exactly how long have you liked me, knowing full damn well that I liked you forever now?!”

“I've always thought you were kind of cute!” Soarin blushed at her. “But I only realized I had an interest when you turned up at the try-outs for my wing pony. So... a few weeks, to answer your question.”

“Why the hell didja need to play the stupid shy card?” Dash sighed, tracing her hoof down his chest and slamming it hard into his gut. “I literally spent the last fucking week worried sick that we'd just go our separate ways after the airshow! Worried that all of my efforts would be a total waste of time!”

Soarin had given a little grunt of pain when she hit him, but he gave a chuckle nevertheless. “'Efforts', huh? Interesting! Well, if it makes you feel any better, I still don't have a problem with hanging out with you after tonight! In fact...”

He shifted a little on the couch so he would be able to pull her closer to his face. Rainbow closed her eyes as she felt his lips press against hers once again. Slowly, she opened her mouth to allow for a deeper kiss, feeling her wings quiver as he opened his own. She was anticipating his tongue.

“... I have no problems with kissing you again either!” Soarin finished, pulling his mouth away and stroking her rainbow hair and mane again.

Dash frowned at him, her disappointment crystal clear. She saw the smile vanish from his face. She pressed her hoof against his nose again. “You call that a kiss? Did Spitfire never kiss you when you guys were together, or something?” The Wonderbolt looked into her face with an apologetic look, blushing profusely. “Serious, dude! I had better kissing when I was sixteen! Here...”

She rolled her eyes and pushed herself off his chest with her front hooves. Grinning down at him, she leaned forward and traced her tongue along his lips as if she were flashing an invitation. He opened his mouth again and Dash pressed her advantage. She took the initiative and slipped her tongue into his mouth, running it against his. She felt it flex beneath her own and a spasm of excitement shot through her body. She slowly pulled her own back in, beckoning his onward.

As he began to explore her own mouth, she wrestled with the intruder, tasting the underside of his tongue and pushing it against the roof of her mouth. He tasted sort of bland, but she didn't really care. As long as her crush's own breath was flooding her lungs, she saw no reason to complain. She bit down softly on the flesh and even tried to suck on it, her thoughts blissfully blank, her wings erect and extended.

Rainbow relaxed her arms and lowered herself gently back on top of his torso as they continued to make out. She felt his leg shift to a more comfortable position alongside her own. As his thigh brushed against hers, she could feel his soft fur rubbing against her sex. It was a pleasant tickling sensation that she wholeheartedly enjoyed. She shifted her position on top of him, pulling her hindquarters forward so that she was nearly sitting on his stomach, still bent low and exploring his mouth. As she moved, she enjoyed the warmth as his fur became wet from contact with her folds. Dash couldn't believe how damn aroused she had gotten.

Soarin looked completely oblivious to the wetness she was presently spreading over his belly. Dash was growing quite amused at it. When she had first kissed him, she almost didn't dare to believe that it had happened. And now, here she was, resting on top of him with her hooves on his chest, scraping her teeth along his lips. With a vulva so swollen with arousal it seemed almost comically unlikely to dream that this could be possibly be taking place on her very own couch.

Dash relaxed her body again, stretching out her legs once more. She was trying to squeeze between Soarin and the couch so that they were nearly side by side. As their mouths pulled apart once more, Rainbow could feel a thin string of spittle extending in the void between their two tongues.

“And that, little colt,” Dash explained, holding tightly to one of his arms and nuzzling her body against his, “is how you make out with someone.”

“Geez, thanks for the lesson, Dashie!” Soarin grinned sarcastically at her, nuzzling his nose against her own.

Rainbow Dash laughed and rolled a little more on to her side, throwing one of her legs across his own. Dash felt a shiver coarse through her as her limb had momentarily pressed against something that had not been there before. Dash considered that maybe she wasn't the only one getting turned on.

'Hello...!' Dash thought to herself, tilting her head to stare down his body.

Her cerise eyes fixed upon a most wonderful sight: his licorice coloured penis was slowly creeping out of its sheath as it lengthened and stiffened. She felt a hungry expression creep on to her face. She felt that this was just too much for her to bear! He's getting just as turned on as she was, Dash confirmed with a winning grin.

“Would you like me to take care of that?” Rainbow asked in a soft and playful voice, lightly tapping her hoof against his torso and stomach as she moved it down his body, coming to rest just to the left of his still-growing erection. Her arm was just over it.

As Dash had expected, Soarin hadn't noticed that either of them had stirred hormones. He may be a little slow sometimes, but that just made her all the more impressed with him whenever his brilliance shined through. His ignorance in that moment seemed to be the most adorable thing to the mare.

“Take care of what, Dashie?” the Wonderbolt asked in a gentle voice, giving her a light peck on the lips.

“Oh, nothing...” Rainbow Dash said airily, pressing his cock into his stomach with her arm before running her hoof along the length of it. “What have we here, Soarin?”

His reaction was not what she had expected, nor was it one that she had wanted at that moment. A look of horror crossed his face and he immediately tried to sit up, hooves flying to his crotch to try and hide his arousal. Rainbow's wings suddenly felt very heavy and she folded them quickly, her mouth agape in surprise.

“Dash, no, I... I can't. No...” he mumbled apologetically, flushed with embarrassment. “I'm sorry...”

“Soarin...” Dash replied, voice cracking as she suddenly felt very sick and cold. “What do you... I mean...” Rainbow Dash looked him in the eyes, horrified. “You don't want this? But...” she trailed off, feeling as though something was closing in on her. Was he not that into her, Dash wondered? Why even kiss her, then?

“It's not you! Or anything like that!” Soarin said quickly, bowing his head. “I'm just..., it's because of... uh, you see... dammit!” he closed his eyes, shaking his head and took a deep breath. “I've never... done anything like this before, that's all. I'm not sure I'm ready for this.”

Dash felt her jaw drop. “Wait, what?! You've 'never done anything like this before'? Ya never messed around with a mare before? Wait, wait... Soarin, are you...” she looked him full in the face, completely surprised, “a virgin?”

“I... told you during that dinner date we had that there wasn't much passion between me and Spitfire...” Soarin explained, looking away from her and slowly moving his arms away from his midriff. Dash noticed that he was still semi-erect. Maybe not all hope was lost? “We were married to the job, you know...”

Dash didn't do or say anything for a moment. Had this been any other stallion, she probably would have grinned or laughed at the situation or his expense. But to her, Soarin was no ordinary interest. She had never felt this strongly for a guy before, so she wasn't about to make fun of him still being a virgin into his third decade.

“It's no big deal, dude!” Dash said sweetly, smiling when he turned his head to look at her again. “I'll give ya a choice, though...”

“A choice?” Soarin repeated, slowly lowering himself back on to the couch and into a relaxed position as his shame seemed to be ebbing away.

“Yup...” Rainbow Dash nodded, leaning forward to kiss him once more. “I want you to stay over tonight. It's already getting super late, so no point in you flying all the way back to Cloudsdale anyways. We don't need to do anything if you're nervous, just having you to cuddle with would be awesome! But if you're feeling up to it... I'll be pretty happy to give you some new and fun experiences! Since Scootaloo isn't home tonight, we'll have all the privacy you could ever want.”

She rested her head on his chest and gave his shrinking member a very small stroke with her hoof, feeling him squirm beneath her. Dash could still feel the cold moistness of the fur around her cunt; her arousal had vanished due to fear in the wake of Soarin's reaction.

“I suppose I can't really say I'm not a little curious, Dashie...” Soarin said after a very pregnant pause. “I'm not sure how I'm gonna manage, to be honest... but I'd be comfortable giving this a shot with you, I think... maybe...”

“I'll take things slow, shall I?” Dash suggested, lifting off of Soarin with a little flutter of her wings and landing to stand on her hind legs next to the couch. She extended a hoof to him. “We can stop the moment it makes you feel uncomfortable! Promise ya... but let's go upstairs, I don't want your very first bit of fun to take place on a cramped couch.”

“Alright!” Soarin agreed, sounding a little more confident. He allowed Dash to pull him to his hooves. “Thanks for being so... you know, understanding...”

“Oh, please!” Dash said, rolling her eyes and giving him a wink. “Didja forget how big of a crush I have on you? Understanding? My ass, I'm horny!”

Rainbow Dash could feel her excitement beginning to mount again as she lead him out of the living room and up the stairs to the second floor. She pushed open her bedroom door and pulled him inside. She had not let go of Soarin's hoof since she had pulled him off of the couch, but she would have to released him to crawl on to the bed. Rainbow flipped on to her back, clicking on the bedside lamp with a wing and beckoning him to join her through a sultry look.

“Nice poster!” Soarin chuckled, looking over at the poster of himself she had pinned to the wall with his own scribble near the bottom. “You're right, I totally did sign that! I can't believe I forgot...”

“Get the fuck over here, ya goof!” Rainbow laughed, rolling her eyes. “I'm a little more interested in, y'know, the real Soarin than a poster right now!

As he scrambled over and on top of her, he bowed his head low to kiss her again. Dash found herself quite impressed with his enthusiasm. Although he was kneeling between her legs, his arms were extended so that he was elevated above he her, only slightly bent to allow the kiss. Dash felt his fleshy tongue slip into her mouth once more and she pressed her own against his. The fire of passion was beginning to grow in her mind again. His own gusto was turning her on even more.

She pressed her wings hard against her mattress and rose up, almost lifting Soarin off of her. She gave him a little push and he rolled over on to his back. As she moved to emulate the exact position he had just been in, she grinned down at him as she traced a hoof along his inner thighs.

“Right-o...” she began, pressing her right hoof against the underside of his scrotum, feeling his testicles and giving them a small bounce. She watched the muscles in his chest tense at her touch, but he made no effort to move. “Don't be scared to stop me if ya gotta! I wanna see what kind of endurance you have before we try anything too... too...” she gave them another bounce, “nuts!”

Watching Soarin's face closely, Rainbow giggled when he rolled his eyes, her cheeks tinged pink. She thought that it had been a pretty corny thing to say, but it fit the bill so well.

“I'm ready for whatever insane schemes are running through your mind!” Soarin said with confidence, his wings stretched out on either side of him. They looked incredibly stiff.

“No, you're not!” Dash assured him with a grin. “But maybe you'll be okay...”

Rainbow Dash decided to start off slow and carefully measure his reactions. She let his balls drop gently as she slid her hoof out from under them. As her eyes traced a straight line down from his face to his erection, she ran her hoof softly along the length. She could tell his initial unease had greatly diminished by the fact that she could literally see the glans expanding before her eyes.

She wrapped the hoof around the organ and bent it toward her, trying to judge its length by sight. It was not the longest penis she had ever seen, Dash concluded, but she knew full well that the size was rarely important, if at all. As she moved her touch along to the base, she studied the thickness of his cock with appreciation. She quickly glanced back at Soarin's face. Soarin had his eyes closed and his head was tilted toward the ceiling, looking completely relaxed.

“Dunno why ponies describe boners as 'rock-hard', myself... this is bendy!” Dash said with a laugh.

She started jerking the member back and forth. Soarin gave a very light laugh and her eyes snapped to his face again. He wore a very goofy looking grin and his wings were quivering.

'Okay, that's just adorable!' she mused in her head, starting to move her hoof from the base to the tip and back again, tugging gently against it to keep it standing vertical. She had to fight the urge to lean forward and slip the inviting shaft into her mouth. 'Slow and steady, Rainbow Dash. Tease the hell out of him first...'

By pressing the tips of her wings against the bed, she was able to keep herself bent over as her left hoof rose off the sheets. She began to massage his scrotum with it, tugging and rubbing as her other continued to stroke and work the member. Soarin's penis looked like it was as big as it was going to get, which told her that he was still comfortable with what she was doing.

Removing the hoof from his testicles, Rainbow pressed it against her own slit, giving a little shudder of pleasure at the warmth of the lubrication. Her attention had been so entirely focused on the stallion below her that she had not paid any attention to her own body. Her breathing was very deep, but rapid. She felt her heart thundering in her chest and the heat in her face was making her perspire. She started to grin sheepishly, completely and utterly content.

Quiet as anything, she slowly shuffled back on the bed until her hind legs had come off of it, her back hooves pressing hard against the floor. She attempted to fold her wings, but it wasn't an easy thing to do. Leaving them as erect as the dick she was still stroking and patting with her right hoof, Dash brought her face down to a level with the scrotum and gave it a slow, tantalizing lick. She could feel the skin weighed down against her tongue by his balls as she ran the muscle along the middle, tasting the lingering sweat of a successful airshow and her breath filled with Soarin's musk. She thought she would lose herself in her complete bliss.

Soarin had let out a shuddering gasp. It was the first noise he had made since Dash had started to pleasure him. As the sound reached her perked ears, an idea occurred to her. A wonderful and exciting idea! One that would allow her to hear him moan a little more.

“Hey... Soarin?” she asked, removing the hoof from the length of his dick and folding her arms, leaning against the edge of the bed. “I'm gonna give you a rimjob!”

“A... what?” Soarin asked blankly. Dash could see him left his head up to stare around the erection between them. “I don't know what that is...”

She could feel a wicked grin spreading across her face. Oh, this was going to be very fun! “Oh, just a... standard with usual foreplay! I mean, it's pretty... tame as far as kinks go,” she lied, feeling her perked nipples brushing against the edge of the mattress and sending detonations of joy through her nervous system, “but I think it's a great place to start! Roll over on to your belly!” She commanded with authority, her wings giving a stiff little flap.

Dash's heart-rate increased as she watched him do as he was told. As the pale, whitish blue pegasus flipped to his side and then to his stomach, Dash felt like she was in her element. She was always the dominate one and liked to direct the action herself, although she did once fantasize about the reverse. Incidentally, the fantasy included the very pony she was presently with. Perhaps one day, when he was a little more experienced, she could live out that particular fantasy.

Wordlessly, Rainbow gripped his thighs once he was lying flat on his stomach, his dark blue tail flopping onto her shoulder. She gave the thighs an upward tug, trying to intimate to Soarin that she wanted him to be raised a little. He seemed to have gotten the message as he got into the position that she wanted, pushing his hindquarters up and shuffling closer to her at the same time. With either of his legs to the side of her, Dash peered around Soarin's raised flank to see that he was bent forward with his chest and arms against the bed. She was breathing deeply through her nose, face very red and mind racing with enjoyment.

Rainbow Dash focused her vision forward on the glorious sight before her. Reaching forward, she pulled Soarin's onyx penis so that it was dangling against the side of the bed, the edge of the mattress preventing it swinging back up near his stomach. She followed the length with her eyes back to the base and suspended sack, her mouth parted as her tongue slid along her lips. She continued to climb the scene with her eyes, coming to rest at the dark pucker at the start of his tail. She had never done this to anyone before nor was it an experience that she herself had ever enjoyed. Nevertheless, Dash had heard that it was quite an experience to the receiver and she longed to hear him moan again.

She extended her tongue, eager to taste his cock for the first time and work her way up to the rim of his tailhole. Pausing for the space of a heartbeat, she pressed her tongue against the flared tip. Soarin's tail jerked at the touch, causing Dash to squeeze her thighs together convulsively. The moment he had twitched, Rainbow Dash's heart had begun to thunder so viciously in her chest that it almost hurt. She wanted more. With a small trickle of spit dangling from the tip of her tongue, she traced it along his cock, feeling the thick organ spasm at her lick. She ended at the base, pulling away from the penis to cup her mouth around one of his balls, sucking gently. Soarin let out a brief 'Aah!', causing her to repeat the treatment to the other as chills dripped down her back.

“Such a delicious stallion...” Dash moaned seductively, gripping the base of his tail with her left hoof. “I want you to fuck me tonight...”

“I want to...” Soarin replied, his voice husky.

“You're already so confident, Soarin. Dashie likes...” Dash continued, still in that soft and alluring voice.

She leaned forward so that her mouth was an inch from his flank, taking in the scent of him. Not able to resist a moment longer, she lunged forward and took a slow, rough lick across his anus. As she did so, she placed her right hoof against the dick below it, running it from top to bottom before gripping it tightly.

As the tongue scrapped across it, Soarin's reaction was one of abrupt shock. “W-what the hell, Dash!” he had stammered quickly, trying to twitch his tail from her grip and scramble away.

Dash moved her hoof from his penis and wrapped her arm around his thigh, giving his tail a firm tug to prevent him from trying to escape. There was a thrill of excitement filling her very soul. Not a word escaped her as she took another sloppy lick, enjoying the mild, almost coppery taste. His hygiene was great, Dash thought. After the third lap of her tongue, she started to move it in long, vertical strokes along the full divide of his flank. With each pass of her tongue, Soarin's resistance was failing and he stopped struggling by the fifth.

Rainbow was really happy with this decision. Rimming him was incredibly hot to her. Every shudder, gasp, and moan that escaped the stallion as she ate him out made her own tail twitch and her wings throb. Her ears flicked and perked without her control with each noise to reach them. Dash rubbed the underside of his dick vigorously, pressing it hard against the edge of the mattress. With another taste of the tight wrinkled ring, she could feel her reservation slipping. Soon, she would be taking that stout member into her mouth.

Rainbow's tongue was starting to ache with exhaustion after five minutes of hungry lathering. Once she had finally managed to push it through the tight muscle to taste his innards, Soarin had swore loudly in surprise. Rainbow continued to twist and pull on his tail, her other hoof now touching the tip of his cock softly, feeling a warm trace of pre. With a final kiss of her tongue, Rainbow Dash retracted it at last and felt the sweat on her face with a hoof.

“Was that so bad, ya big baby?” Dash laughed, sitting down on her flank and staring up at the tailhole, glistening with saliva. “I thought you were gonna fly off the bed!”

“Sorry,” Soarin said defensively, but Dash could still pick up a playful inflection in his voice, “but I didn't expect to be eaten out like an apple pie! I didn't even know stallions could be!”

Dash gave a giggle at these words, tracing her hoof around her own sex and gently touching one of her nipples with the other. “Don't act like you didn't enjoy it! Speaking of 'eating out'... you've earned your chance, I think. Soon, anyway! Seriously, though, how was that?”

Soarin shuffled around and sat on the edge of the bed, gazing down at her. He grinned embarrassingly, his face exceptionally red. “It was... different, I guess, but that only made it more exciting. You were good at it... I really did enjoy it!”

“Yep! Just gonna keep bein' awesome!” Dash beamed, eyes locked on to the dick between his legs. She reached up and grasped the bed with her front hooves, pulling herself into a kneeling position and pressing her lips to the flared head of his member. “And I'm gonna keep it up.”

“Now t-this...” the Wonderbolt shuddered as Dash slid her lips along his glans, “this I've heard of!”

“Good...” Dash moaned, pressing her tongue against the side of the flared head. “But I would guess that hearing about it and actually getting sucked off are two pretty different things for a firstie! Now lie back, Soarin; this'll probably be a little intense if you're not used to it!”

Rainbow watched the pegasus flatten out against the bed, his stiff erection now the highest feature of his body. Still with her tongue pressed against the tasteless flesh, Dash gently pushed her mouth against the glans, opening her mouth gradually as she went. She could hear an intake of break as his tip vanished from her sight. Pulling her head back, she felt the cock slipping out of her mouth just as slowly as she had put it in.

She began to wrap her tongue around the head as best she could, eliminating all traces of salty pre. She watched Soarin's knees quiver as she started to lick it with the same vigour as she had recently attacked his anus with. Drawing her tongue back in, she took the cock into her mouth again. She slowly and carefully dragged her teeth against the head and Soarin squirmed before her, his tail whipping from side to side almost in protest. Dash paused, simply pressing the surface of her tongue against the underside of the head for a moment. Once Soarin had relaxed, she closed her lips around the shaft.

Gathering up a generous amount of saliva, Dash began to move her head so that her mouth was running along the upper two thirds of his member. She kept her tongue flat against the floor of her jaw to ensure that Soarin's thickness had plenty of room. As she pushed her head forward, she struggled to keep her gag reflex down, breathing through her nostrils. Pulling back slightly, she focused on stimulating his glans by moving her tongue back and forth, swirling the saliva in her mouth.

Soarin had begun to squirm again, giving little moans of discomfort intermingled with his shudders of pleasure. She felt his legs shaking, as though anxious to clap together.

“Are you okay?” she asked, pulling his cock free from her mouth and wiping the spit from her chin.

“It's r-really... sensitive...” Soarin gasped softly.

“Just gotta power through it!” Dash encouraged him, placing her hooves against his thighs to keep the legs apart. “Want me to keep going?” She really hoped he would agree. Not getting to taste his load was going to be a severe disappointment to her.

“Y-yeah... just, uh, let me get more comfortable, I guess...” Soarin said sheepishly.

He crawled backwards toward the top of her bed, leaning his back and stiff wings against the pillows. Rainbow Dash followed up, half-crawling on to the bed from the floor so that she was standing on her back hooves again. Positioning herself back between his legs, she gripped the dick in her right hoof.

“Now, once I get going, I'm not gonna let you stop me, Soarin...” Dash warned him delicately. “You'll never orgasm if you start fighting when it gets too unbearable. You aren't used to the pleasure, sensitive cock or not. Trust me on this.”

She watched Soarin bite his lip as he looked into her eyes. “Alright...”

She smiled warmly at him as she bent her face down to his member again. She never really had this problem with oral sex before. Rainbow Dash wouldn't exactly call herself a floozy, but she's had her fair share of 'stallion meat', as she often eloquently put it, even for a 22-year-old. Soarin's was definitely the most sensitive.

'Most sensitive, but... might be thickest, too!' Dash thought as she parted her lips again with mild appreciation.

She only took the first couple inches into her mouth this time. Lathering her tongue with spit again, she closed her lips tightly around the head and made sucking motions with her cheeks, swirling her saliva around it. She held the penis steady with her right and traced her left hoof along the bottom of the shaft as she bobbed her head quickly, closing her eyes and focusing on pleasuring his glans to the fullest of her abilities. Sucking and lathering it with her tongue, Rainbow Dash was starting to yearn for it to erupt.

She could feel the mattress vibrating beneath her as Soarin's own quaking movements rustled the springs. She felt one of his hooves against the back of her head and she wondered if he put it there as one might lean against something for support. She stretched out both arms to wrap around his hips, keeping them bent low as a precaution to prevent his thighs from closing in protest.

Dash pulled her head up again, taking most of his organ out of her mouth again but keeping her upper lip pressed against the back of the glans. She took a few slow, deep breaths and wrapped her mouth around him again. This time, she wasn't going to take it out until she could taste Soarin's cum.

Slowly, tremulously, Dash dipped her head down enough to feel the head tightly against the back of her mouth, almost triggering her gagging. She lifted up again, dragging her mouth and teeth slowly along the midriff of his member. She repeated this again, this time allowing some saliva to gather. Moving her head and neck in perfect rhythm, Dash lathered and sucked on the upper two-thirds again. Soarin let out a moan of enjoyment. So far, so good.

Dash increased the pace with which her mouth ran along him, arms still wrapped around his hips and both hooves around the base of his tail. She began to tug it almost lovingly as she felt his organ twitching around in her mouth. Faster and faster, her mouth working furiously, Dash wanted him to orgasm so badly it made her dizzy.

Soarin had begun to squirm again as Dash thought his limits were being reached. She felt a tug on her hair as the hoof on her head tightened against her mane. She did not slow down the blowjob, ears flicking in enjoyment to his reactions. He was starting to shudder and whimper like a foal about to be punished.

“I don't think... I can stand it!” Soarin gasped, flapping his wings against the pillows in protest.

'That's not pain, you dork...' Rainbow thought calmly, pressing her arms against his thighs as she felt him trying to squeeze them together and force her away.

Soarin's breathing was sharp and furious. She could feel his flank shuffling back and forth on the bed and both of his hooves against her shoulders.

“Feels like I'm gonna... burst...” he moaned, gasping in either pleasure or discomfort, Dash could not tell for sure.

Dash felt him writhe for fifteen furious seconds until the organ in her mouth jerked and twitched roughly. It was hard to resist beaming broadly as she felt a healthy measure of semen coat her throat. She drew back quickly at the first twitch, anticipating a second surge, wanting to feel it squirt against her tongue and she was not disappointed. Cum didn't exactly have a great flavour, but the bland saltiness was not unwelcome when she thought of the fact that she had the semen of her biggest crush ever dripping down the back of her throat and into her belly. With a final, smaller shot of ejaculation, Dash carefully pulled Soarin's dick from her mouth, doing her best to keep the impressive load from spilling.

Dash's eyes fluttered open and studied Soarin's body. He looked as though he was frozen in mid-cringe with his arms and legs buckled, wings bent limply. His eyes were half-closed and his chest was heaving as he took steadying breaths. He was still shivering slightly in his afterglow.

Little by little, she let the glorious volume in her mouth slip down her throat. Rainbow crawled on top of Soarin and stuck out her tongue, allowing a single drop of saliva mixed with semen to drip onto his chest. She saw him flinch as it hit him and open his eyes fully to look at it.

“That's... really, really disgusting!” he panted.

“Oh, it gets better!” Dash grinned, swallowing the rest of the semen and taking a deep breath. “We're making out again in a few seconds, so you get to taste what little's left!”

“Nope, that's not happening!” Soarin chuckled, running his left hoof along her side.

“You squirmed like an adorable little baby during those last few minutes!” Dash said with relish, remembering it fondly. “You weren't kidding when you said it was sensitive!”

“Yeah...” the Wonderbolt sighed, rolling his eyes. “'Adorable', right!”

Dash bent low and nuzzled his chin with her face. “You're so fucking cute!” Rainbow moved her head up to kiss him again, pressing her lips against his and slipping her tongue into his mouth.

She could hear an exasperated little groan in protest, but Soarin went with it anyway. Dash sucked lightly on his tongue as he explored her mouth once again, reaching her right hoof down and starting to rub at her clitoris. She had practically ignored her own sex this entire time. She didn't really care if she got an orgasm herself; this was all for Soarin's benefit.

“So...” Dash said after a minute or two, giving his lip a little nibble as they pulled apart. “You wanna try your hoof at going down on me? Or would you rather we skip to the main event? My cunt is practically undisturbed! That means all the moisture is still in it. I bet it's really warm to the touch, so that's why I'm suggesting you get your cock in there.”

“I dunno, Dashie...” Soarin said evasively, his eyes averted. “What if it's too sensitive for sex?”

“Oral and vaginal are totally different things, ya goof!” Dash giggled immoderately. “A blowjob is a lot more intense. At least, mine are!” She kissed him softly again, rubbing his chest.

“I suppose...” Soarin shrugged, looking back into her face again. “You sure you'd rather skip straight to intercourse?”

“It's your first time, Soar,” Dash explained, watching him grin at the pet name. “My 'jay-jay is in prime condition and I want you to know what it feels like when it's perfect. If you wanna eat me out instead, that's totally your call! Just remember you can still do it when all is said and done.”

“I... really do!” Soarin blushed at her. “I want to taste you.”

“Fair enough!” Dash smiled seductively, kissing him again. “Before you do, though...”

Dash pushed herself off of his chest and sat up on his legs, her wings flexing. Lifting herself as high as she could on her knees, she spread her legs wide to reveal her plump vulva, knowing her pink folds would be quite visible as she tugged on either side of her groin to spread her pussy wide. She caught the scent of her arousal and shivered slightly, a tingling in her spine.

She leaned over and grasped Soarin's semi-erect penis, which had deflated somewhat since his blowjob. With a small moan of delight, she pressed his cock head against her pussy, feeling it break the barrier of built up moisture. Dash could feel cold traces of semen still on the tip as Soarin gave another intake of breath.

“Last chance! Fuck me now, or fuck me later!” Dash offered, feeling his member already starting to swell in her grip again.

“Aaah, that is warm!” Soarin shivered, grinning up at her. “I don't think my... thing is quite ready to go yet, though!”

“Alright, no prob'!” Dash said, moving away from his crotch and falling down beside him. “So, how ya wanna do this?”

Soarin looked his confusion. “Hmm?”

“Tell me how you wanna go down on me!” Dash explained patiently. “It's your turn to make some calls, bub! Now taste yourself some Rainbow Dash!”

Soarin blushed. “Oh... okay, yeah, just lie on your back like that!”

“Alright, boss!” Dash laughed as Soarin moved off the bed, standing up and walking around to the foot of it. “I'm already lying down, so what are you gonna do, Mr. Wonderbolt?”

Soarin leaned over the bed, just like Dash had done so often that night. She watched him move with mounting excitement, her neck and shoulders supported by the pillows so she could keep him in full view. Soarin stretched out and lowered himself so that his head was positioned between her legs. She glanced quickly up at him and Dash had to fight down the urge to laugh. He had a look of concern in his eyes that told her, quite clearly, that he didn't have a clue what he was doing.

“Bit of advice...” Dash said lightly, reaching down and giving her clitoris a little stroke. “This little nub hidden right here, buried in the skin? Veeery important! You're allowed to use your teeth, but if ya bite it I'm probably gonna go into cardiac arrest, so... don't.”

“Alright!” Soarin gave her a goofy grin. “Smells sweaty down here! Must have overexerted yourself at the airshow, huh?”

“Just imagine what your balls tasted like!” Dash rolled her eyes, giving him a playful bonk on the head. “You're lucky your butt tasted just fine!”

Soarin chuckled and Dash felt a jolt of pleasure as his warm breath hit her pussy. She saw him dip his face down and close his mouth over her vaginal opening. She took a deep breath as she felt his powerful tongue caress her labia. He started to suck on the folds softly and Dash heard him moaning with enjoyment, possibly at the taste of her nectar. Dash gasped herself as Soarin began to drag his tongue up and down, his warm breath so enjoyable against the wet flesh and fur. A few times, Dash squirmed as she felt Soarin thrust his tongue into her vagina opening itself, the endless nerve-endings thriving with cascades of pleasure at his tongue's touch.

Rainbow had started to lightly stroke her clitoris as he continued to lick and suck on her slit. She could feel the sweat beginning to bead all over her body as her erect nipples throbbed. She swore softly.

“F-fuck... Soarin, oh Celestia! Fuck!” Dash shuddered, playing with one of her nipples while she continued to rub the clit. All the while, his tongue drilled deep within her pussy. She could feel the jolts shooting up and down her spine.

Soarin had removed his mouth from around her pussy and lifted his head for a good breath. Dash could see that his chin was soaking wet. He gave her a glowing look and brushed her hoof away from her clit with his face.

Dash shut her eyes and bit her lip as she felt his tongue flick against clitoris. He pressed it tightly against her and Dash could feel him rocking it back and forth, sending her into spasms of euphoria. Soarin traced one of his hooves to her nipples and joined her in rubbing and stimulating them.

“Soarin...” Dash moaned softly, blind with pleasure. “Just... fuck me... right now, I don't want to wait any longer...”

Soarin said nothing as he slowly started to scrape his teeth across her clitoris. The rough feeling made Dash's ears flick and her wings spring out erect again with such force that a few of her feathers were floating freely through the air. Soarin noticed and stretched out a hoof to catch one. Rainbow Dash's eyes opened wide when a thought occurred to her. Was he going to...? What a stroke of inspiration, she'd need to reward him if he did that!

Dash swore again as she felt the coarse feathers brush her sex. 'What a tease!' crossed Dash's mind as Soarin sucked lightly on her clitoris, ticking her cunt with one of her own feathers. Her extremities were tingling and she was flicking her ears without control. She felt him pull the feather away and she glanced down at him as he lifted his head away from her groin.

Wordlessly, Soarin dropped the feather off of the bed and wiped his mouth. He looked a little dazed. Dash breathed deeply, her eyes burrowing into his. It wasn't difficult for her to imagine that he was just as happy with how the night had gone as she was.

“You tasted great, Dashie!” Soarin smiled warmly, taking a deep breath.

“Almost made me orgasm! I suppose you'll just have to give me my wish, then!” Dash said, giving a tug on a stray sapphire strand of her hair. She knew she must have had a slavish look on her face. “I'm all yours if you want me... just gonna ruin the mood if I need to take ya by force...”

Soarin scrambled over so that he was leaning over her. “Sorry to make you wait... just wanted to make sure I got my fill!”

“It's not a problem...” Dash said softly, running a hoof down his left arm. “Whenever you're ready.”

“Okay,” he said, positioning himself between her legs, “you're a... phenomenal pegasus, Dashie...”

“You're not bad yourself. Y'know, for a Wonderbolt...” Dash joked, a soft smile playing around her face as she dug her hooves into her bedsheets. “Just do whatever feels natural, Soarin.”

He nodded, wiping the sweat from his neck. With a deep breath, he glanced down and gripped his dick for the first time that night. Rainbow sat up and leaned close to him. Telling him that it was easier if she did that, Dash gripped his member tightly as they both fell toward the bed into a missionary position. She carefully guided his dick into position and pressed it against her sex. She felt a shiver run down her spine as Soarin pushed it inside.

Dash relaxed herself completely, wings and all as she felt the warm organ penetrate her. Despite the tumult going off in her breast, she maintained a cool demeanour as she looked affectionately into the eyes of the one stallion she adored above all others as he mated with her, his virginity gone at last.

Soarin had thrust his hips forward slowly, sliding his cock inside of her inch by tantalizing inch. Dash reached up and wrapped her arms around his neck, pulling him into another kiss. This was beyond wonderful. This was paradise. She could feel him sliding out again before pushing deeper still and she exhaled sharply against his neck.

Soarin was pressing deeper and deeper with every soft thrust. Dash clamped her mouth against his throat, biting down after a particularly hard thrust of his hips. Soarin expelled a moan of pleasure and pressed his body flat against hers, grunting and gasping as his rhythm improved. Rainbow continued to suck and bite on his neck as she thrust her own hips against his, feeling his shaft grinding against the roof of her vagina and rubbing her g-spot.

The two pegasai continued to move in unison for another minute or two. For the most part, however, Dash was trying to let Soarin control the flow. She had stopped sucking his neck and was lying back with her eyes closed, lost in bliss and fiery passion as she felt the stallion playing with her nipples again.

“How... am I doing?” Soarin panted after a stretch of silence, slowing down his movements.

“You're doin' great, dude...” Dash smiled warmly at him. “You getting a little tired?”

“A... little...” Soarin sighed, throwing his head back and thrusting a little faster, the feeling of his thrusts sending Dash to heaven and back again. “It's been a wild day...”

“Take a breather!” Dash suggested, stroking his mane with a hoof. “I'll ride ya for a bit and maybe we can try a different position after that. Just lie down on your back and let Dashie do the rest.”

The Wonderbolt gave a nod and pulled completely out of her. Dash could catch the light of her bedside table glistening off his moist cock as he flopped down beside her. Giving Soarin a swift peck on the lips, she rolled over on top of him and knelt up maneuvering into position. Holding his member steady, she gently lowered herself on to the organ and felt another burst of pleasure erupt in her breast.

Dash was facing him as she got her old wish of taking this stallion for a ride. Using her wings for assistance, Dash started to bounce upon him roughly. She always liked things a little rough. While she was fine with some passionate love making and would remember the opening minutes of their first mating forevermore, she knew she was quite capable of taking it harder and faster than what Soarin had been giving her. Perhaps the idea she had for the next position could do her needs justice?

“Y-you're... so adorable, Soar!” Dash gasped, slamming her flank against Soarin's lap as she continued to ride him vigorously. She had just caught him staring with wonder at the show she must be giving him, as he had a full view of the action.

“Are you alright?” Soarin asked with disbelief. “Doesn't that h-hurt?” he gave a grunt of pleasure as he started to thrust his hips up into her again.

“Don't worry about... me...” Rainbow Dash grinned, gasping and moaning. “I like it... a little rough! I want... want you to give me everything ya got left... when we change positions again!”

Soarin nodded, breathing rapidly. Dash could see the sweat rolling down his face. She glanced toward the alarm clock on her table and was surprised to see that it was only 03:30 AM. The night had seemed so much longer so far. The again, the entire day had seemed that. So much had happened, she'd never know what was going to sink into her memory.

“Well... let's change positions now, then!” Soarin breathed heavily. “You already technically s-showed me up at the airshow with that Rainboom finish you did, so I can't have y-you... aah!”

“What was thaaat?” Dash laughed, leaning forward to bend the Wonderbolt's member back, almost allowing it to slip out. “This isn't too much for ya, is it?”

“Hard... hardly!” Soarin chuckled as Dash continued with her furious rodeo. “I was saying... that I can't have you show me up in bed, too! I'll give you my all...”

“You act like I haven't already! You forgot that you're with Rainbow Dash!” Rainbow said confidently, sliding off of him and rubbing her clitoris to keep her arousal peaked. She was very close to an orgasm. “But maybe you can still impress me!”

“Trust me... I haven't forgotten who you are. Dashie...” Soarin had said the last word with such affection that it was enough to make Dash blush when masturbating in front of him would not. “What's the position?”

Dash slipped off the bed and stood straight up on her hind legs. Anticipation was pounding in her chest like the beat of a drum. This was her favourite position and it would be with her favourite guy! She stretched out her hoof to him and he took it, allowing her to pull him to his hooves. Dash moved to the side of the bed, dragging him along so that he was behind her. With a swift peck on the lips, Dash turned away from him and leaned herself over the mattress.

“Mount me...” she began with a seductive hiss, “like a real stallion...”

Rainbow Dash spread her legs wide and kept her tail elevated, exposing her dripping pussy to the Wonderbolt. There was a moment's silence while Dash waited, heart throbbing madly. She wanted him to show her exactly what he was capable of.

And finally, she got her wish. Rainbow Dash shut her eyes when she felt his body press against her own. She felt his hooves on her back, stroking her mane gently as he bumped against her flank. She gave a little smile to herself at the inexperienced pegasus, waiting for Soarin to correct a specific error. She felt him pull away briefly and clutched the sheets with her hooves when she felt the glans pressing against her slit, eyes flying open again. That's what he forgot! Without a word, there was a shudder from both ponies as Soarin penetrated her again. He was going to find it a little tighter from this angle, Dash knew, but that was only going to increase his pleasure. It would be tight on the shaft, not the head. Best of all, however, was the simple fact that this angle made it easier for her own g-spot to be stimulated.

With a grunt, Soarin pushed his member completely inside her and Dash enjoyed a pleasant stuffing sensation. She closed her eyes again when Soarin wrapped his arms around her shoulders and nuzzled his head into her mane. Soarin might be a little dimwitted on occasion, but he was such a sweetheart to her, and this affection only emphasized the fact that he was a big softie at heart. Rainbow moaned as Soarin started to grind his body against her, thrusting forcibly with his cock. Dash swore and threw her head back, feeling the pressure on her cunt. It all felt amazing.

Soarin's arms had left her shoulders and Dash's senses observed him trying different things as he pounded her flank with his hips. He stroked her mane, he reached around and played with her nipples, and he pulled her tail gently. Rainbow Dash kept her mouth shut and the only sounds she gave him were her gasps of surprise to particularly good thrusts or a soft moaning as the jolts of pleasure thundered throughout her brain. Otherwise, she said not a word, making no attempts to instruct him. He had been a virgin and completely inexperienced, she wanted to see where his natural instincts took him.

She grinned, feeling his scrotum slap against clitoris. That was another reason she enjoyed this position; if the stallion was enthusiastic enough, she got slapped with the balls. She found this funnier than she probably should have, but she couldn't complain about an extra clitoral stimulant, especially when she had been toeing around a climax all night. She inhaled through her teeth, bowing her head and staring at her hooves, hearing the own rapid breathing and panting of the stallion behind her. Each and every time his throbbing dick tore through her, she could feel her vagina contract as the nerves light up like a thousand candles in her soul.

She allowed her thoughts to examine everything that had happened that day, straight up to the airshow in the evening. She had never expected it would go this far so quickly. She would have been so happy with a good night kiss from him and the promise that she could see him again. But here they were, sweating and panting in mating. Rainbow Dash was almost sick with happiness when she examined the mere thought that things had gone so well.

She shuffled a little, bumping her flank against him as he pumped his organ into her sex. Her spikes of pleasure had dulled into a constant stream of euphoria and her whole body tingled. She was really impressed with his endurance as she felt her heart skip a beat. She was on the verge of an orgasm. She tightened her entire body, shivering as she felt him reach around her to play with her nipples again. She grabbed the stray hoof and held tightly to it, knowing that he would not be able to reach her clitoris from here so it was pointless to try and pull it there. She wanted to cum without outside pleasure. She wanted it from the act of sex with him itself.

Supporting herself with one arm, the other hoof clutching tightly to Soarin's own, Rainbow Dash let out a long, drawn out shudder, the heat in her face almost uncomfortable. She felt her knees begin to shake and she collapsed forward on to the bed, dragging the stallion with her. Soarin gave a yelp of surprise as he fell with her and she felt his thrusting slow down with the abrupt change of elevation.

“D-don't stop... don't...” Dash snarled through gritted teeth, feeling her own juices running down her leg and soaking the sheets. She rarely gushed or squirted, but the idea that she wouldn't tonight was laughable when she was so content with her partner.

She felt the Wonderbolt repositioning himself for the final leg of this journey together. She felt his hooves against her rump as he tried to keep himself upright, positively digging into her now and whimpering with pleasure. Was he that close? She closed her eyes, her light-headedness from a powerful climax only serving to amplify each jolt of pleasure soaring from her pussy as that wonderful cock continued to beat like a heart within her. Soarin's cries grew louder and louder and Dash's wrapped her tail around him, urging him onward. The rest of her body was too exhausted to do much more than lie limply against the bed and quiver.

She could feel his cock jerking and vibrating and gave a great exhale of breath. As Soarin fell against her back, she could feel him slip out of her. She could feel the thick and sticky substance oozing out of her, mixed with her own runoff. She carefully reached down, dragging her arm across the wet sheets, and gently prodded her opening with her hoof. Yep, that was definitely cum.

“I'm... gonna need... to wash these sh-sheets...” Dash mumbled dazedly, dragging herself gingerly on to the bed properly and rolling over on to her back, feeling at peace with the universe and grinning broadly. “Fuuuck, Soarin... fuck!”

“How was th-” he tried to speak, but Dash cut across him savagely.

“Don't you dare question your performance! Crawl the hell over here and kiss me!” she snarled, still grinning.

She watched him hitch his goofy grin back on and he scrambled on to the bed with her, the smile fading as his leg pressed against her wet spot.

“That's c-cold!” he shivered, crawling over to her wrapping his hooves around her back. Dash allowed him pull her close and press his mouth against her own. “Thanks for... everything...”

“Thanking me?” Dash giggled, stroking his face with her hoof and nuzzling into his chest. “I'm your biggest fangirl, Soarin. And this is the greatest fan service in the history of forever!”

“You heard the crowd today,” Soarin said happily, squeezing her tight, “you have fans too, Dashie. Grateful fans...”

“Soarin, you're so sweet... maybe I'll let you ask me out on another date?” Rainbow whispered softly, licking his chest fur softly.

“Oh man...” Soarin gave a chuckle. “Dinner last week was so awkward! I think it'll be a lot better the second time around, though... now that I've finally gathered the courage to let you know I like you... but, wait! You asked me out! It'll... technically be the first date that I ask you out on!”

“What-fucking-ever!” Dash sighed happily. “Thanks for being with me tonight, Soarin. I'm so happy right now...”

“Pleasure was all mine, Dashie...” he whispered, stroking her mane. “Spitfire was saying that the Wonderbolts have been commissioned for something over in Saddle Arabia next week. Wanna hang out when we get back?”

“Oh, I've been upgraded to a chum now?” Dash giggled. “Awesome. We'll take it from there!”

Both pegasai remained nuzzled together for the rest of the night, reminiscing happily about everything that they had been through together ever since Rainbow Dash had saved him at the Best Young Fliers competition. They even started to discuss what they liked about one another. Dash could feel herself drifting away to sleep in his arms, wondering what adventures she might be experiencing with him in the weeks to come. Whatever else happened in her chaotic life, she was glad to have him lying there next to her.

Maybe one day she'd be able to answer Scootaloo's often-asked question of 'Is Soarin your boyfriend yet?' in the positive. This was certainly a great start.